Stephen Chan

Stephen Chan Partner Hong Kong | Dechert, 31/F Jardine House, One Connaught Place, Central, Hong Kong, Hong Kong T +852 3518 4733 | F +852 3518 4777 [email protected] Services Corporate > Corporate Finance and Capital Markets > Energy and Natural Resources > Financial Services and Investment Management > Mergers and Acquisitions > Private Equity > Stephen Chan advises clients on corporate finance transactions, including public and private mergers and acquisitions, private equity, REIT listings, restructuring, takeovers, initial public offerings, H share listing and general compliance matters. Mr. Chan has advised on multiple high- profile public takeovers and global offerings in Hong Kong. He has over 18 years of experience advising clients in a broad spectrum of industry sectors, including healthcare, real estates, energy, media, retail, mining and financial services. Mr. Chan is recommended in The Legal 500 Asia Pacific 2019-2021 for his corporate and M&A work in Hong Kong. He has also been recognized as notable practitioner in the Equity Capital Markets area by IFLR1000. Prior to joining Dechert, Mr. Chan was resident in Cadwalader, Wickersham & Taft’s Hong Kong office where he served as a partner in the corporate practice. His previous experience also includes being a partner-designate at Latham & Watkins and working as an associate at Allen & Overy. EXPERIENCE Takeovers, Mergers & Acquisitions and Private Equity New Century Asset Management Limited, manager of NC REIT, on the very substantial and connected disposal of all assets of NC REIT and the subsequent termination, liquidation, deauthorization and delisting from HKSE - the first successful delisting and deauthorization of a Hong Kong-listed REIT. Zhejiang New Century Hotel Management Co., Ltd. on its HK$1.4 billion privatisation by Kunpeng Asia Limited by way of voluntary general offer. Yuexiu Property Company Limited on its major and connected transactions in relation to its acquisition of 51% interests in two new metro property projects. Seawall Capital, LLC on its acquisition of Kent Water Sports Holdings, LLC and its related entities. CLSA Capital Markets Limited, as the financial advisor of CITIC Pacific, in the privatization of Dah Chong Hong. The subsidary of a PRC financial institution on its subscription of preference shares in the subsidiary of a Hong Kong-list company. Differential Brands Group Inc. (NASDAQ: DFBG), a portfolio of global consumer brands comprised of Hudson, Robert Graham and SWIMS, in connection with the pending acquisition of a significant part of the North American licensing business of Global Brands Group Holding Limited, a Hong Kong listed company (SEHK stock code: 787), for US$1.2 billion. Portico International Holdings Limited on its privatization by Bluestone Global Holdings Limited by way of a scheme of arrangement. Songbird SG Pte. Ltd. on its mandatory general offer to acquire Tai United Holdings. MIE Holdings Corporation on the sale of its C$60 million oil and gas assets in Canada. MIE Holdings Corporation on the disposal of 24.8% interest in Journey Energy Inc., a company listed on the Toronto Stock Exchange. China Financial Services Holdings Limited on its subscription of 40% shareholding in a company principally engaged in the education business in the United Kingdom. China Financial Services Holdings Limited on its approximately HK$1.08 billion acquisition of certain loan portfolio and equity interests of three PRC companies from The Bank of East Asia, Limited and Credit Gain Finance Company Limited, a wholly- owned subsidiary of BEA. A fund on its investment in the company engaged in the provision of robotics and computer programming educational services. New Century Asset Management Limited, the manager of Hong Kong-listed New Century Real Estate Investment Trust, on the RMB747.7 million acquisition of Songjiang New Century Grand Hotel Shanghai, a 5-star hotel located in Shanghai. New Century Asset Management Limited, the manager of New Century Real Estate Investment Trust, on the disposal of a wholly-owned subsidiary of Full Wise HK, which holds Shanghai Songjiang New Century Grand Hotel Limited. HSBC, the trustee to Link REIT, on the acquisition of the entire issued share capital of a direct wholly-owned subsidiary of Barrel Holdings (Cayman) Limited, which in turn holds the property known as the Metropolitan Plaza in Liwan District, Guangzhou. China Financial Services Holdings Limited on the acquisition of the entire issued share capital of Brilliant Star Capital Limited, a wholly-owned subsidiary of Value Partners Group Limited. The majority shareholder of China Financial Services Holdings Limited in connection with the acquisition of 4.9% shareholding in China Financial Services by the subsidiaries of Fosun International Limited. Huge Harvest International Limited, an investment holding company incorporated in the British Virgin Islands which is principally engaged in hotel operation and management in the PRC through its subsidiaries, on its acquisition of units from Blue Sky Holdings Limited (a subsidiary within The Carlyle Group), and the subsequent HK$326 million mandatory general offer to acquire all the issued units of New Century Real Estate Investment Trust (New Century REIT). The controlling shareholder of MIE Holdings Corporation (“MIE”), a Hong Kong- listed company, in connection with a letter agreement in relation to a Put and Call Option Agreement with Celestial in order to facilitate the sale of 212 million shares of MIE by Celestial to an independent third party. Mason Financial Holdings Limited, a Hong Kong listed company, on its approximately HK$513.9 million acquisition of a group of private assisted reproductive service providers in Hong Kong, and approximately HK$214 million acquisition of approximately 48.3% in DiagCor Technology Limited, the holding company of a group of leading molecular diagnostics companies in Hong Kong. Mason Financial Holdings Limited on its acquisition of a group of private assisted reproductive service providers in Hong Kong for a total consideration comprising HK$282.8 million in cash and the issue of consideration shares. Intellectus Capital Limited on its HK$150 million Series A investment into a group of biotechnology companies and subsequent restructuring. New Century Asset Management Limited, manager of the Hong Kong-listed New Century Real Estate Investment Trust, on its €28.9 million acquisition of Holiday Inn Eindhoven in the Netherlands. Talent Property Group Limited on its approximately RMB210 million disposal of property in Guangzhou. USUM Investment Group Hong Kong Limited, the Hong Kong-based investment management arm of a company headquartered in Chongqing, China, on its approximately HK$1.8 billion acquisition of the Chiho-Tiande Group Limited, a Hong Kong-listed recycling company. CMBC International Holdings Limited on its investment in Lufax Holding Ltd. CMBC International Holdings Limited on its proposed subscription of shares in Quam Limited and the subsequent mandatory general offer. New Century Asset Management Limited, manager of the Hong Kong-listed New Century Real Estate Investment Trust, on an approximately RMB380 million acquisition of New Century Grand Hotel Kaifeng in China. ARA Asset Management (Fortune) Limited on its capacity as manager to Hong Kong and Singapore listed Fortune Real Estate Investment Fund on the US$83 million sale of all the issued shares of Art Full Resources Limited to Tower Key Limited. AEON Stores (Hong Kong) Co., Limited on the agreement entered into between AEON South China Co., Ltd.and Donghu Estate (Huizhou) Development Co., Ltd. which regulates the continuing connected transaction arising from the lease of properties by AEON South China Co., Ltd. PCD Stores (Group) Limited on its approximately RMB 600 million bidding for the land use right of Da Xi Men Plot. PCD Stores (Group) Limited on its acquisition of 50% equity of Universe River Real Estate (Xiamen) Ltd. with a consideration of RMB41.3 million. PCD Stores (Group) Limited on its acquisition of the entire issued capital of Even Time Investment Limited with a total consideration of RMB73.1 million. PCD Stores (Group) Limited on its acquisition of the entire issued capital of Goal Gain Investments Limited with a total consideration of RMB550 million. Portico International Holdings Limited on its continuing connected transaction with Ports International Retail Corporation arising from the sales transactions. Portico International Holdings Limited on its continuing connected transaction arising from the lease agreements entered into by Ports International (Beijing) Company, Limited with Beijing Scitech-MQ Pharmaceuticals Limited and Beijing Northern Anitech Limited, respectively. Portico International Holdings Limited on its approximately RMB3.18 billion disposal of interests in Ports Asia Holdings (Hong Kong) Limited. Ports Design Limited in connection with the conditional mandatory general cash offer made by Somerley Capital Limited on behalf of Bluestone Global Holdings Limited to acquire all of the issued shares of Ports Design Limited at a consideration of up to US$119 million. General Nice Development and Minmetals Cheerglory on the acquisition of a controlling stake in IRC Limited, a HK-listed company engaged in the production of industrial commodities. General Nice Development Limited on its acquisition of a minority stake in Movarie Capital, a Canadian listed company. The joint financial advisors on the very substantial acquisition for approximately

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